In discussing the arguments presented in his article, Eric told The Deal, “We think addressing conflicts generally is the key, and we think all those involved are getting better at doing so. We just happen to think that addressing those conflicts in engagement letters is the better practice, in part because it will focus diligence.”

The Deal explores industry buzz from attorneys and banks around this concept. Eric notes that, “part of my job as Delaware counsel is to say to the client, ‘Look, Delaware courts have been focused on conflicts, and here’s what kinds of conflicts.’” He points out that in light of the Rural/Metro ruling, “considering conflicts is part of the engagement.”